TERMS OF USE

1. Introduction and general information

1.1 LiveDayTrade (the “Service”), a service operated by Live Day Trade FZE (1st floor Al Shmookh Business Center, Umm Al Quwain, UAE; the “LDT”), is a community website

(a) allowing users (“Viewers”) to access, subscribe to and rate the live trading activity (“Live Trading”), analysis (“Analysis”) and tutorial videos (“Tutorial Videos”) streamed and posted by professional stock brokers and other qualified service providers (“Streamers”; Viewers and Streamers are collectively: “Users”) online; and

(b) help, subject to certain terms and conditions including a revenue share model, Streamers earn money from their activities performed in the Service.

1.2 Your use of the Service is subject to the terms of a legal agreement between you and Live Day Trade FZE, which consists of these Terms of Use (“TOU”), the LDT House Rule Guidelines (“Guidelines”), and the LDT Privacy Policy (“PP”; collectively: the “Terms”); and by using the LDT in whatever manner you agree to be bound by the Terms at all times.

1.3 The Terms apply to all Users and any and all content made available via the Service.

1.4 LDT reserves the right to amend these Terms in its sole discretion at any time, with such revised versions to become effective 10 (ten) days after being made available. Your continued use of the Service under the revised Terms shall constitute your acceptance of the revised Terms.

2. License, required conduct and additional requirements

2.1 LDT hereby grants you a freely-revocable, personal, non-commercial, non-exclusive, non-transferable, limited license to access and use the Service, subject to the following conditions:

(a) you are either above the age of 18 or are acting under the supervision and the approval of a legal guardian;

(b) you shall comply with any and all applicable laws, regulations, and other relevant rules at all times and refrain from infringing the rights or legal interests of LDT and any third parties, including other Users;

(c) you shall not to modify, copy, record, broadcast, transmit, display, distribute, sell, access or allow others to access without authorization or misuse any part of the Service, including any Content or personal data, or otherwise exploit any part of it in a manner not specifically allowed under these Terms;

(d) you have a working and fully paid Internet connection and other software and hardware assets necessary to use the Service; and

(e) you shall use the Service only in ways in which it was intended by LDT, including refraining from using such technological means which are not compatible with these Terms, such as any circumvention or disabling of any security features of the Service, using any automated systems or solutions or harmful software such as worms, spyware or viruses.

2.2 If you are a Streamer, your use of the Service is conditioned upon the following additional conditions (“Streamer Requirements”):

(a) you have the required qualifications, credentials and expertise, including without limitation, education, training, knowledge, authorizations, approvals, permits, licenses (if applicable) and skill sets to provide high quality and professional Live Trading, Analysis, Tutorial Videos or other services as part of the Service; and

(b) you shall respond promptly in a lawful, ethical and business-like manner to all Viewers who contact you and ensure a quality of service as required by industry standards and other requirements applicable to you and the services you provide.

3. Registration and use of accounts

3.1 Certain parts of the Service are available to registered users only. During registration and the use of the Service you agree to provide true, up-to-date and accurate information and data at all times. It is your sole responsibility to protect the confidentiality of your username, password and account and you shall be solely responsible and liable for any and all use of and activity related to your account. You shall notify us immediately in case of any unauthorized use or misuse of your account or other security breach and we will try to assist you any way we are able without any obligations. LDT expressly disclaims any and all liability in respect of your account and any activity in respect thereof.

4. Contents and licenses

4.1 Any and all copyrighted materials, software, technology, information, data, text, graphics, illustrations, images, ideas or other content provided to you by LDT (“LDT Content”) shall be owned fully by LDT and licensed to you as per and subject to your compliance with clause 2.1. All intellectual property such as trademarks, logos appearing within or in connection with the Service are, unless otherwise noted, shall be owned fully by LDT.

4.2 Content provided by Streamers or Viewers (including Live Trading, Analysis, Tutorial Videos, ratings, comments etc.; collectively: “User Content”) shall remain the ownership of the person or entity supplying it to us. By supplying User Content, the supplier of such content grants

(a) to LDT, an irrevocable, worldwide, non-exclusive, royalty-free, transferable, sub-licensable licence, along with the limitation or moral and privacy rights to the maximum extent permitted by applicable law, to record, use, reproduce, distribute, broadcast, transmit, communicate to the public, prepare and sell, license or sublicense derivative works of, display, and perform that Content in connection with the provision of the Service and otherwise in connection with the provision of the Service, including without limitation redistributing or reselling any part of the Service in any format and manner;

(b) to other Users of the Service, an irrevocable, worldwide, non-exclusive, royalty-free licence to access such Content through the Service, and to view such Content subject to the limitations of the Service, the various subscription packages available within it and other relevant restrictions and conditions, and the provisions of these Terms.

4.3 By providing User Content, you represent and warrant that the User Content supplied by you shall contain nothing that is, or that when used by LDT or other Users and otherwise in accordance with the terms of this agreement, shall be:

(a) pornographic, obscene, inappropriate, offensive, aggressive, racist, hateful, sexist, false, misleading, infringing, defamatory or libellous;

(b) in breach of any intellectual property rights or infringe the privacy or moral rights of any person;

(c) in breach of these Terms or any other rules published from time to time by LDT; or

(d) in breach of any applicable laws, regulations, regulatory guidelines, code of conducts or other relevant rules.

4.4 LDT reserves the right to remove, suspend or limit access to any Content at any time without prior notice and without any obligation or liability to any third party. LDT shall also at all times comply with any notice and take down requests. LDT may also, at any time, and in any manner, shape or form, place advertisements in or in connection with any User Content.

4.5 You may also delete or modify your User Content any time.

5. Disclaimers, limitation of liability and user indemnity

5.1 While providing the Service, LDT acts as an intermediary and as a marketplace operator only to facilitate connections and transactions between Viewers and Streamers, and shall not be responsible, and disclaims any and all liability in respect of any interactions, transactions, disputes, damages or any other results of the interactions and transactions between Users.

5.2 The Service is provided on an ‘as is’ basis. LDT does not represent or warrant, and expressly disclaims any and all liability in this respect, that any of the information available through the Service shall be timely, accurate, lawful, legitimate, accurate, reliable, complete, not misleading, appropriate, fit for Users’ purposes or otherwise meet any expectations of Users or other third parties. The information available via the Service is for information purposes only and is not to be relied on when making investment or any other decisions. LDT makes no warranties, express or implied and, to the fullest extent possible under applicable law, expressly disclaims any warranties, terms and conditions, express, implied or statutory with respect thereto, including without limitation, warranties or conditions of satisfactory quality, fitness for a particular purpose, as to the use of reasonable skill and care and non-infringement, and their equivalents under the laws of any jurisdiction in respect of the Service and the LDT Content.

5.3 Viewers are strongly advised to consult qualified professionals before making any investment or other decisions. Investment decisions entail a lot of risks and can result in the loss of substantial sums of money and day trading involves particularly high risks. LDT does not and shall not verify or check, and is therefore unable to accept liability in respect of whether Streamers or any User Content comply with these Terms, including whether they are qualified, authorized, permitted to provide the advice, documentation, data or other information they provide via User Content and if such content is timely, accurate, lawful, legitimate, accurate, reliable, complete, not misleading, appropriate, fit for Users’ purposes or otherwise meet any expectations of Users or other third parties.

5.4 LDT shall not under any circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Service for any loss or damages (including without limitation direct or indirect damages) arising out of or in connection with the Service.

5.5 You shall fully indemnify, defend and hold harmless LDT from and against all losses, expenses, damages, costs, claims and demands, including reasonable attorneys' fees and related costs and expenses, due to or arising out of or in connection with your breach of our legal agreement, including without any representation and warranty herein, as per clause 1.2.

6. User ratings, experience points and levels

6.1 Users may rate Live Trading, Analysis and Tutorial Videos on a scale of 1 to 10. Ratings will count towards the experience points of Streamers (“Experience Points”), which, in turn, and subject to a proprietary method devised by LDT, will count towards the skill level (“Level”) achieved by each Streamer on a scale of 1 to 100. LDT reserves the right to increase the Level of a Streamer without prior notice at any time in its sole discretion. LDT also reserves the right to decrease the Level of a Streamer by providing prior notice at any time in its sole discretion.

7. Levels, experience points, paid content and subscriptions

7.1 Streamers below Level 10 may only provide their services and User Content for free of charge and will not be entitled to any commission or any other consideration for their services and activities. As an exception to this rule, those Streamers who upload Tutorial Videos need not achieve Level 10 to be able to provide for-payment services and receive commission therefor.

7.2 Streamers achieving Level 10 may decide whether they are interested in earning money with their activities or whether they wish to charge for their User Content, in which case they will be entitled a commission subject to the revenue share model described below. If the latter, the Streamer may set or change the status of any of his User Content to “paid” (“Paid Content”). Live Trading and Analysis videos and content will become free after 30 days, which period may be shorter or longer, as determined by LDT in its sole discretion and notified within the Service to the Streamer.

7.3 Live Trading and Analysis videos and content provided as Paid Content may only be viewed by subscribers. Subscriptions are available on a pre-paid basis for 5, 10, 30 and 90 calendar days. Tutorial Videos are not covered by subscriptions and may only be purchased separately. No part of the User Content is downloadable and may be viewed within the Service by Users after the payment of the relevant fees.

8. Pricing and payment

8.1 Streamers offering Tutorial Videos are solely responsible for determining the sale price of their Tutorial Videos up to an upper limit of US$ 2,000 + VAT (if applicable). Streamers may also create and post promo videos of their Content which shall be made available to Users free of charge.

8.2 Users purchasing subscriptions or Tutorial Videos agree to pay the full cost of such services immediately and authorize LDT to charge their credit cards accordingly. If a User’s credit card is declined, the ordering process and the transaction will be cancelled. If your credit card expires or if we are unable to collect payment for any other reason, we may collect such payment from any other payment methods or restrict, suspend, block or terminate your account pending payment of your dues. LDT may also, inter alia, set-off any fees owed by Viewers who are also Streamers against their commission by providing notice thereof.

8.3 Streamers posting Live Trading and Analysis shall, always subject to their full performance of their obligations under the Terms and full compliance therewith, be, collectively, entitled to a commission totalling 50% of all net revenues fully paid and received by LDT from subscription fees (excluding any Refunds, Promoted Content and any fees received by LDT from advertisements procured by LDT), which fees shall be paid on a regular basis (“Budget”). The Budget will be divided between the various groups of Streamers: the group of Streamers with a Level between 10 and 40 will, collectively, be entitled to 20% of the Budget, the group of Streamers from 41 up to 70 Levels will, collectively, be entitled to 30%, while the group of Streamers above 71 Levels will, collectively, be entitled to the remaining 50% of the Budget. The commission payable to each Streamer from the Budget within his/her group shall be commensurate with the viewership ratio of their content and their Levels, and also subject to the number of other Streamers in their group. When calculating the commission and Budget, only expired subscriptions shall be taken into consideration, and the fees due to each Streamer will be credited after the expiry of each individual subscription.

8.4 Streamers posting Tutorial Videos shall, always subject to their full performance of their obligations under the Terms and full compliance therewith, be entitled to a commission totalling 50% of all net revenues generated from the sale of their Tutorial Videos (excluding any Refunds, Course Refunds, Promoted Content and any fees received by LDT from advertisements procured by LDT). LDT shall aim to pay such commissions within 15 days of the receipt of full payment but within 30 days at the latest.

8.5 All payments are made to LDT direct. LDT reserves the right to provide free or discounted access to any User Content on terms to be decided in its sole discretion for promotional purposes (“Promoted Content”).

8.6 Streamers shall be solely responsible for the confession, payment and remittance of any and all taxes and other fees to which they may be subject. Streamers shall indemnify and hold harmless LDT from and against any and all claims by any tax or other authority or third party for any such payment obligations. Streamers acknowledge and agree that LDT may provide any and all information regarding Streamers and their activity within the Service to tax authorities and other regulatory bodies upon request and any relevant costs, if any, shall be borne by Streamers.

8.7 Streamers may check their actual balance at any time by logging into their account and checking their e-wallet available as part of the Service. LDT are using 2checkout.com as payment processor.

8.8 Payment of any commission may only take place to a valid and lawfully held bank account registered to the name of the relevant Streamer after the completion of the bank account registration and identification process within the Service, and subject at all times to compliance with money laundering and other applicable laws. Under no circumstances shall any funds be transferred to anyone else than the relevant Streamer or bank accounts registered in countries subject to international embargoes or other restrictions (e.g. Iraq, Iran, Pakistan, Angola, North Korea, Somalia, Libya, Sudan, Syria etc). The minimum amount that may be paid out to a Streamer and transferred shall be US$ 100 (de minimis payment), i.e. no payments shall be made until after the Streamer achieved this amount. Payment of any funds must be initiated by the Streamer. Any failure on the side of the Streamer to comply with these rules may result in the suspension of the relevant Streamer’s account and the putting on hold of any payments subject to full compliance with the Terms. All banking costs and charges will be borne by the Streamer.

9. Termination

9.1 LDT may suspend or terminate our legal agreement and your account at any time without notice for any breach of these Terms or if we are required to do so under applicable law or according to a request or decision by any court or governmental authority, without any liability. LDT also reserves the right to discontinue any part of the Service, or the Service at any time without any liability. The discontinuation of the Service shall also terminate our legal agreement and our account. You may also decide to terminate your account at any time, which, however, shall not affect the license granted under clause 4.2 hereof. LDT does not undertake any obligation to retain any part of your account, including any User Content. LDT may continue to process your personal data following the termination of your account subject to the terms of the Privacy Policy. Any accrued rights to payment and clauses 1 to 5 shall survive termination.

10. Money back guarantee

10.1 We do not offer refunds of any sort for subscriptions in any case. Viewers should consider watching free content provided by Streamers to decide whether he/she intends to subscribe.

10.2 We offer an 8-day no quibble money back guarantee for Tutorial Videos purchased and paid within the Service (“Refund”). However, if we believe in our sole discretion that a User is abusing this refund policy (including when a User requests a money back guarantee three times within a 6-month period), we reserve the right to deny the refund and to suspend, restrict, block or terminate your account or take any other action without any liability.

10.3 We offer a 14-day no quibble money back guarantee for courses made up of Tutorial Videos (“Courses”) purchased and paid within the Service (“Course Refunds”). However, if we believe in our sole discretion that a User is abusing this refund policy (including when a User requests a money back guarantee three times within a 6-month period), we reserve the right to deny the refund and to suspend, restrict or terminate your account or take any other action without any liability.

11. Miscellaneous

11.1 You agree to comply with all applicable international and national laws that apply to the Service, including the U.S. Export Administration Regulations and Office of Foreign Assets Control Regulations, as well as end-user, end-use, and destination restrictions issued by U.S. and other governments.

11.2 Each of the conditions of the Terms operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

11.3 These terms, their subject matter and the formation of our legal agreement as per clause 1.2 hereof, are governed by the laws of the United Arab Emirates. You and we both agree to that the courts of the United Arab Emirates will have non-exclusive jurisdiction.